SpiderMan Unlimited: Season 2
by Certain POV
Summary: Just like my other Spider-Man fanfic is a pretend second season of the 2003 animated series, this has a similar concept. Enjoy it for what it is.
1. Chapter 1

Spider-Man Unlimited: Season 2

_Author's Note: These stories have been written in outline form so that details wouldn't be such a bother; I know it's lazy, but hey, it's fanfic, so enjoy it for what it is._

Episode 1: Destiny Returned

The episode starts off just after the trigger of Venom and Carnage's Synoptic as millions of symbiotes are shot up into Counter-Earth's atmosphere. As the symbiotes begin taking over the world, they begin to bond to every living being on the planet, human and Beastial alike.

Meanwhile, Naoko and Shane Yamada-Jones are forced to flee their home/medical clinic when symbiotes begin to chase after them. During their fleeing, they do their best to survive from being either bonded by the symbiotes, or being killed as a result of Machine Man fire, who are battling the symbiotes. The Machine Men even go as far as killing those of whom the symbiotes have bonded to, human and Beastial alike. However, when one of the Machine Men are destroyed by the symbiotes, Naoko takes the robot's sonic gun and uses it as a weapon against symbiotes who try to take over her and Shane.

At Lab 272, Spider-Man, John Jameson, Git Hoskins, the Goblin, and Daniel Bromley do their best to battle the symbiotes with their weapons. Spider-Man kills some with his sonic generators, giving himself and the other rebels a window of time to escape the lab in order to get to Castle Wundagore and save Karen O'Malley. But they leave behind the weakened Eddie Brock and Cletus Kasady due to the fact that they're dying without the Venom and Carnage symbiotes.

Meanwhile, Lord Tiger is confronted by the High Evolutionary's wrath because he is aware that he let Spider-Man and the rebels get away. However, before the High Evolutionary can do anything about it, he, Lord Tiger, and all the other Knights of Wundagore are forced to combat their way against the symbiotes to take refuge at Castle Wundagore. Nevertheless, the High Evolutionary, and Sir Ram, remind Lord Tiger that this betrayal will not be forgotten.

In the Basement, where the symbiotes are steadily winning the battle against the Machine Men, Naoko and Shane get some unexpected help from X-51. Though Naoko is wary of X-51, due to his Machine Man nature, she accepts his help since he once saved Shane's life.. So the three of them take refuge toward the _Daily Byte_, which happens to be one of the few establishments around the world that has so far held its own against the symbiote invasion.

At Castle Wundagore, Spider-Man, the rebels, and the High Evolutionary and his forces arrive. But instead of doing battle with each other, they're forced to work together with Castle Wundagore's security forces against the symbiote invasion. All of the gathered characters make it inside, and the rebels find that both before and during the invasion, the High Evolutionary's scientists have turned Karen O'Malley into a Beastial - that of a large cat, similar to Lord Tiger. The rebels, including Karen, try to attack the Evolutionary for what he's done to her, but Spider-Man stops them both, reminding them that they all have to work together if they're all to survive the invasion and find a way to stop it. But nevertheless, the High Evolutionary reveals why he turned Karen into a Beastial rather than just have her suffer the same fate as she would have as her rebel comrades. It turns out that Karen is actually the High Evolutionary's granddaughter, and that when Karen was born, the Evolutionary attempted to perform tests on her in order to make her into a Beastial. Karen's parents left the Evolutionary so they can go to a place where he would never find her. Everyone is shocked at this revelation, but nevertheless, they go back to finding a solution to the symbiote invasion.

Sir Ram asserts himself into trying to find a solution. He figures that they would need to get someone up into orbit around Counter-Earth to wire a sonic frequency into all of Counter-Earth's satellites via slaving them together. The effect this will have on the planet will be that it'll be able to kill all of the symbiotes, including those whom have already bonded to a host, but the effect will not kill the hosts themselves. Lord Tiger helps out in the situation into revealing the location of Solaris I - in the subbasements of Castle Wundagore. John Jameson agrees to fly it into orbit for the mission, and Spider-Man also insists on helping along to program his sonic weapons into Counter-Earth's satellites. The Goblin also asserts that his expertise will be to find a way to slave the satellites frequencies together and to program Spider-Man's sonic weaponry into them as well. Of course, what a mission like this which would take months to prepare can be done within a few minutes because the High Evolutionary's scientists have been developing as-of-yet untested rockets that can get a large craft like Solaris I up into Counter-Earth's orbit immediately.

Naoko, Shane, and X-51 all make it to the _Daily Byte_ and join the other survivors in New York on the top of the building's roof to put up a last stand against the symbiotes. Even Shane is given X-51's sonic gun for the effort, and X-51 will rely on his conventional weaponry to combat the symbiotes.

Back at Castle Wundagore, Spider-Man, John, and the Goblin are all ready, complete with spacesuits (except for Spider-Man, whose digitized suit provides him life support in the vacuum of space) for the launching of Solaris I into Counter-Earth's orbit. All of the roofs of Castle Wundagore are opened up so that Solaris I will be able to make it into space. However, during the launching preparations, the security around Castle Wundagore is breached via the destruction of all of the security Machine Men by the invading symbiotes. So the rebels and the High Evolutionary's Knights all have to work together to fight the symbiotes and make sure that they don't sabotage Solaris I's second mission. Thanks to their efforts, Solaris I is successfully launched into Counter-Earth's orbit. With John piloting, Spider-Man and the Goblin step out into Solaris I's hull and Spider-Man uses a web to snag over a passing satellite in orbit nearby the spaceship. Goblin is then put to the task of rewiring the particular satellite's configuration so that it's slaved to the other satellites in orbit around Counter-Earth. Unfortunately, the trio's task is complicated as dozens of symbiotes that have made it through Counter-Earth's atmosphere during the Synoptic's activation begin to attack Solaris I.

Three individual climaxes take place; Naoko, Shane, and X-51 with other survivors, battling symbiotes on the _Daily Byte_ rooftop; the Human Resistance and Beastial forces battling the symbiotes beneath Castle Wundagore; and Spider-Man warding off and killing the symbiotes with his sonic weaponry so that Goblin can complete his task of slaving all of Counter-Earth's satellites together. Even John is forced to jump out of Solaris I to use his own weaponry to help Spider-Man, leaving the ship in a fixed orbit around Counter-Earth. Down on the planet, however, both the human and Beastial forces in the subbasements of Castle Wundagore are overcome and enveloped by the symbiotes as unwilling hosts.

Back in orbit, the climax in space culminates as Spider-Man and John successfully kill all of the symbiotes in orbit around the planet just in time for the former to give Goblin his sonic weaponry. Goblin inserts the weaponry into the slaved satellite, and starts the program that brings sonic noise all around Counter-Earth. Every last remaining symbiote on Counter-Earth, bonded or not, is instantly wiped out by the noise, while the survivors and hosts are spared. And with that, everyone on Counter-Earth, human and Beastial alike, rejoice at the symbiotes' defeat.

With the symbiotes all dead, Spider-Man, John, and Goblin head down back toward Counter-Earth's surface for Castle Wundagore. There, with the rebel and High Evolutionary's alliance done thanks to the symbiotes' downfall, both parties, who are just waking up as Solaris I returns to the surface, are inclined to get back into war with one another. And Lord Tiger even sides with the Human Resistance because he knows that the High Evolutionary would kill him for letting the protagonists get away (the rebels don't mind him joining them in spite of what he is). But Spider-Man, John, and Goblin stop the feud when they reveal that, on the way down to Counter-Earth's surface, the humans and Beastials have all cheered together in unity as fellow sentient beings rather than rival species. This is because of the alliance that brought them together with the symbiotes' invasion. Spider-Man concludes that if humans and Beastials would be so willing to work together in an hour of need and survive as a civilization, then humans are not an inferior species as the High Evolutionary thought, and Beastials are not the animals that the Human Resistance have deemed them.

The High Evolutionary decides to see this for his own, and journeys out with his Knights and the Resistance, and finds that, indeed, both humans and Beastials around the world have acknowledged that they are equals. If Beastials are able to put their grievances aside for humans, and vice versa, then both species should be allowed to live as one united whole. The High Evolutionary sees Spider-Man's point, and later that day, he declares to all of Counter-Earth that the discrimination with which humans have had to endure is over. Now both humans and Beastials can work together as a whole to repair the damage done to the world by the symbiote invasion, and in the end, both species will coexist as equals.

Then the High Evolutionary apologizes to Karen that he turned his own granddaughter into a Beastial, and she says that his apology is not wanted; she has already forgiven him, and she is proud to be a Beastial. Lord Tiger is also found to be redeemed in the Evolutionary's eyes, and finds that if anything, he was the strongest among the Knights of Wundagore, because he was always the one who saw the wrongs in the crimes committed against humanity. Sir Ram is rather reluctant to allow the permanent truce between humans and Beastials to happen, but regardless, he has no choice but to follow in the High Evolutionary's orders of alliance with the humans. Bromley is as reluctant, but manages to shake hands with Sir Ram and they subsequently put their differences aside. Lady Ursula is willing to side with the High Evolutionary's new orders, and Lady Vermin is actually quite ecstatic, especially since she and Spider-Man no longer have to be enemies. Nevertheless, Spider-Man turns her down because of her rodent nature. Spider-Man asks John if he's ready to finally come back home to Earth. John smiles and says he is. But before they decide to go back home, Spider-Man tells John that he needs to be somewhere.

Spider-Man returns to the Basement as Peter Parker to find that Naoko and Shane have survived the symbiote invasion. Peter then tells Naoko that he'll be leaving now, and he doesn't really know whether or not he'll ever see Naoko and Shane ever again. Then Naoko's ex-husband, Norman Jones, shows up, ignoring Peter and telling Naoko and Shane that he's been worried about them, and is glad to see that they're all right. Naoko is only too glad to find that her beloved one has come back to her, forgets about why their relationship ended as it did, and Shane is always happy to see his father back to him. Seeing the Jones family happy, Peter takes his leave as Spider-Man to leave Counter-Earth with John.

However, the episodes ends on a cliffhanger when we find that Venom and Carnage lurk in the sewers of Counter-Earth New York…


	2. Chapter 2

2. Consequences

Spider-Man and John Jameson depart Counter-Earth on Solaris I and wave goodbye to everyone they knew, from their former allies from the Human Resistance to their former enemies on the High Evolutionary's side. Later, after they leave, the High Evolutionary holds a grand opening in New York for the first human relations embassy to further seal the equal relationships that humans and Beastials have acquired following the symbiote invasion. However, a human in the crowd shoots the High Evoltionary in the chest, declaring that the High Evolutionary's opening of this embassy is nothing but a cheap trick that would be used to bring about the ultimate downfall of humanity. The assassin is quickly caught and arrested, while the High Evolutionary is rushed to a hospital. Meanwhile, Venom and Carnage look out among this on the privacy of a nearby rooftop.

Meanwhile, in orbit around Counter-Earth, Spider-Man and Jameson pilot Solaris I through the portal that bridges the gap between Earth and Counter-Earth. On the other side, Jameson pilots the shuttle through Earth's atmosphere down toward a tarmac at NASA, announcing his arrival via radio. His return to his home planet is greeted by his coworkers at NASA, which is covered via news coverage, but the happy greetings become wary with suspicion with Spider-Man on John's side. NASA gives John's father, Jonah, the permission to arrive at NASA, with several hundred more spectators. After a brief reunion with his father, John tells everyone about his overall experiences on Counter-Earth, like his involvement in the Human Resistance against the High Evolutionary. However, when Spider-Man gets to tell his side of the story, he has to confront the question about the fact of Peter Parker's absence, since he declared, as Parker, that he came along with Spider-Man with the launching of Solaris II from Earth. So he lies by saying that thanks to the symbiote invasion, Parker died in the onslaught of the Synoptic's consequences.

Back on Counter-Earth, Karen O'Malley, the High Evolutionary's granddaughter, is thrown into an angry grief that her grandfather has died. And because of her grandfather's death, she is granted his place as the next High Evolutionary. Immediately after her inauguration, she declares that the oppression against humankind will resume thanks to the grief over her grandfather's loss, seeing that humans and Beastials can never coexist equally. The humans are forced to return to the underworld slums that is the Basement, and not so long after, the Human Resistance is reformed under the leadership of Daniel Bromley. Lord Tiger, who was never all that enthusiastic over human oppression in the first place, questions his place in Karen's new regime. She says that she will forgive him for betraying her grandfather to the Resistance, but he will only have one chance to prove his loyalty to her. With that, Tiger declares his outright loyalty, though he silently questions Karen's intentions as to why she would recall human oppression when she had experienced it firsthand.

Going back to Earth, Spider-Man returns to his home with Mary Jane waiting for him. But instead of welcoming him back with open arms and a sweet kiss, she slaps him and declares her outright anger for his going to Counter-Earth to retrieve John Jameson. In the first place Not only that, but the one main reason that she's angry with him is because of his declaration to the crowd at NASA that Peter Parker died back on Counter-Earth. Peter asks her if she wants to kick him out, but despite her anger, MJ takes him back. However, they're both left with one question - now that Peter Parker is dead, how will Spider-Man be able to ever live a normal life again?

Shifting the story back to Counter-Earth, Lord Tiger comes to the conclusion that it's not only illogical for Karen to turn on humanity as the High Evolutionary; under her past circumstances as a human, it's impossible. So Tiger does some snooping around within Karen's chambers, and realizes that she is being brainwashed by Sir Ram. Lord Tiger is caught by Ladies Ursula and Vermin, and the original High Evolutionary appears before Lord Tiger. All of the figures reveal that the original High Evolutionary never really believed in Spider-Man's claim that humans and Beastials could coexist equally and that the alliance between the two species was a ruse; the goal being to have Spider-Man and John Jameson finally leave Counter-Earth, thus lessening the Human Resistance by two members, and also to have the previous state of human oppression properly put back into place. So they decided to lure Karen into a false state of security, kidnap her, and brainwash her to turn on the humans, now that she's a Beastial, following her grandfather's "death." And as for the assassin himself, he was promised that he would live a luxurious life in Washington, but instead, Lady Ursula killed him so that the nature of the High Evolutionary's "death" was never revealed Then Ladies Ursula and Vermin take Lord Tiger away for execution, because as it was proven before, he can't be trusted as a Knight of Wundagore, and that the knowledge he learned would be the downfall of not only Karen as the High Evolutionary, but of her grandfather as well.


	3. Chapter 3

3. Back to the Start

Peter and Mary Jane are still trying to work out how Peter can live a normal life, even as his status has been declared dead by Spider-Man. But before husband and wife could lose hope, X-51 arrives from Counter-Earth to Earth's New York, searching for Spider-Man and John Jameson. X-51 makes his appearance publicly known, and Spider-Man and John meet the reformed Machine Man in Time Square. X-51 reveals that with Karen as not only a Beastial, but as the new High Evolutionary, she has returned the human oppression status quo. John wants to come back to Counter-Earth since he stayed there for the Resistance, and Spider-Man finds that since Peter Parker is "dead," there's nothing more for him than to go back to Counter-Earth with John and X-51. Peter returns to MJ to tell her that he will be leaving again, and she in turn asks if he will be back again when he's done. He tells her that she should move on with her life, because his position as just Spider-Man would handicap her emotionally. With a tearful goodbye, Peter tells his beloved wife that their relationship is over, even without divorce papers, and he takes his leave with John and X-51 back to Counter-Earth via Solaris I.

Later, as Solaris I is launched into Earth's orbit, X-51 asserts that he will have to slave Spider-Man's invisibility circuitry into Solaris I so that it will be cloaked upon re-entry to Counter-Earth. That way, they won't be captured by the High Evolutionary's tractor beam from the planet. It's successful, and Solaris I is landed in a desolate part of New York called the Dumps. Spider-Man, John, and X-51 secure the ship by locking it up and covering it up with piles of garbage so that it won't be discovered. They then set off on foot to the Human Resistance's new hideout; the sewers of New Jersey. However, the trio must combat their way through wild Rejects, rejected Beastials who are wild, unreasoning, and brutish monsters who have no thought but to kill one another just to survive.

Spider-Man, Jameson, and X-51 successfully negotiate against and through the wild Rejects and make it out of the Dumps to head for New Jersey. Halfway toward their destination, however, they are spotted by Machine Men, led by the Knights of Wundagore, save for the absence of Lord Tiger. Spider-Man notices Tiger's absence, and Sir Ram simply responds that Tiger was not as loyal to the new High Evolutionary as he promised. This leads to a chase across the Basement of New York, where all of the Machine Men, except for X-51, are destroyed, and Spider-Man, Jameson, and X-51 manage to lose the Knights of Wundagore via the sewers. From there, the continue on until they reach the Resistance HQ. And from there, Spider-Man is surprised to find two more additions to the rebellion; Naoko and Shane Yamada-Jones, with the Goblin. The Goblin takes off his mask to reveal that he's Norman Jones , and Naoko and Shane also reveal to Spider-Man that following the failed Synoptic, Norman revealed who he was to them. With that, the rebels unanimously reinstate John as their new leader, which he graciously accepts. Then he gathers all of the rebels around him to form their new plan against the Beastials.


	4. Chapter 4

4. Retaliation and Remembrance

The episode sets itself back on Earth New York where Mary Jane reveals her ex-husband's secret identity as Spider-Man to the Kingpin of Crime. With this knowledge, the Kingpin decides to hire the Rhino and Shocker on a planned trip to Counter-Earth, where they are to kill Spider-Man when he will be caught off guard as Peter Parker. The trip will occur in a number of months in preparation for the construction of Solaris III, which will be built privately underground the Kingpin's HQ. With that, the Kingpin gives Mary Jane financial security for the rest of her life for providing such information.

As MJ returns back home, she begins to remind herself as to why she had revealed Spider-Man's secret identity to the Kingpin, which starts off in flashbacks, ranging from MJ's first meeting of Peter with her famous line, "Face it, tiger, you just hit the jackpot," to her relationship with Peter, her falling into limbo in Spider-Man's last fight with the Green Goblin (from _Spider-Man: The Animated Series_ episode _Turning Point_). And at this point, the episode takes its own storyline as one big flashback to reveal how Spider-Man saved MJ from limbo following the series finale of _Spider-Man: TAS_.

It is revealed that following Spider-Man's defeat of Spider-Carnage in _Farewell, Spider-Man_, he and Madame Web journeyed into the dimensional limbo to which Mary Jane fell. In this limbo, they find a tear in its fabric and enter it. Inside, they find a hellish world ruled by the Dread Dormammu (who appeared in the _Spider-Man: TAS_ episodes _Doctor Strange_, _Venom Returns_, and _Carnage_). In order to find out what happened here, Madame Web uses her powers to roll back time for herself and Spider-Man to see. As they view this reality's past which reveals what happened, it turns out that this world's Jonathon Ohn created a Time Dilation Accelerator that opened a portal that branched into two different directions in reality-that of Mary Jane's position in limbo that finally landed her onto this world, and that of Dormammu's dimensional prison. Mary Jane came out of this portal first, but Venom and Carnage came out second. Though Venom had betrayed Dormammu previously, his time with the demon and Carnage psychologically transformed him into a monster not too dissimilar from his red counterpart. When the dimensional portal opened, Dormammu used his powers to modify Venom and Carnage's life-sucking abilities so that they can directly give the life-forces to the demon himself in this reality's absence of Baron Mordo's soul-retaining jar. Immediately afterward, both symbiotes arrived in this reality behind Mary Jane and began sucking up lives all throughout New York, which they gave to Dormammu so that he could enter this world. As a result, he went through and took this entire universe over. The demon's power is such that not even Madame Web or the Beyonder, who had since regained his powers completely when he returned to his home dimension, as Madame Web briefly states, can stop Dormammu. This world also lacks Dr. Strange, which would make it impossible to defeat the demon here. But Spider-Man comes up with the idea to return to his home dimension to seek Dr. Strange's help in defeating the Dread Dormammu.

Once Web teleports herself and Spider-Man back there, the latter quickly explains the situation about the demon and Strange and his sidekick Wong agree to help stop Dormammu whole-heartedly. So Web teleports all four of them back to the reality that Dormammu took over, and considering that she can barely help out anyway, she stays out of the rest of the conflict. Knowing that they cannot take on Dormammu and his forces alone, Spider-Man, Strange, and Wong ally themselves with all of America's local rebels who are fighting against Dormammu's fascistic rule. The rebels all band together to outright attack Dormammu's palace as a mere distraction while Strange, Spider-Man, and Wong can confront the demon himself by travelling through the sewers.

Within a few days, the trio lead their rebel forces against Dormammu and attack his palace. While the rebels battle off Dormammu's semi-demonic forces with modified weapons capable of fending off supernatural entities, Spider-Man, Strange, and Wong enter the palace. Strange confronts Dormammu head-on and they enter an epic fight with their own powers while Spider-Man fights Venom and Carnage, and Wong fights off several bands of semi-demons with his own karate skills. In the end, Dr. Strange defeats Dormammu with his own magic, releasing all of the souls to return to their owners while Dormammu is banished back into his dimensional prison. The semi-demons disappear into nothing, leaving the human survivors to rejoice at their victory, and Venom and Carnage, seeing that they have lost now that Dormammu's been defeated, depart their fight with Spider-Man.

As the world rejoices at Dormammu's defeat, Spider-Man finds Mary Jane and they reunite, with Mary Jane telling him that she knew that Spider-Man was Peter Parker ever since he saved Harry Osborn from the Vulture in the _TAS_ episode _Shriek of the Vulture_. With that, Peter and Mary Jane kiss, and Madame Web teleports Spider-Man, MJ, Dr. Strange, and Wong all back into their home reality. There, Strange and Wong resume their duties while Spider-Man resumes his own "career" in fighting crime-Madame Web previously revealed that since Spider-Man's absence in this reality, what with fighting in the Secret War, battling Spider-Carnage, the search for Mary Jane, the war against Dormammu-crime had steadily increased. Mary Jane returns to reunite with her Aunt Anna, and, even though Spider-Man's duties have become greater, Peter manages to get a brief hug from Aunt May after his long absence, which he explains by outright revealing his identity to her.

The episode transitions back to the present with Mary Jane looking at a picture of herself and Peter, lamenting whether or not she did the right thing in betraying Peter after he betrayed her back in _Back to the Start_. Then the episode ends by going back to the past, just after Dormammu's defeat, by revealing that Venom and Carnage still retained some of the dark magic bestowed upon them by Dormammu. While they can't steal souls like they used to, they are now able to transform themselves into gelatinous blobs. They are both then encountered by a mysterious figure hiding in the shadows who explains that he will teleport them back to their home reality, as they are needed for the Synoptic.


	5. Chapter 5

5. Trouble from Home

The episode begins in Counter-Earth's orbit, where a new ship exits the stargate leading from Earth. This new ship, the Solaris III, is pulled from orbit by one of the High Evolutionary's tractor beams. On the surface, the Rhino and the Shocker dislodge and are soon captured by the Machine Men. Later, after they wake up and find themselves imprisoned, Sir Ram, with Ladies Ursula and Vermin at his side, threaten to torture them if they don't tell the Knights of Wundagore what they are doing here. The newly-arrived villains tell the Knights that they're here to kill Spider-Man. They briefly explain their mission and reveal that they know that he's Peter Parker. With that, Sir Ram releases the Rhino and Shocker and then has them join the Knights and the Machine Man task force assigned to search for Peter, starting in the Basement.

Elsewhere in Counter-Earth New York, a group of the Human Resistance, consisting of Daniel Bromley, Git Hoskins, and Spider-Man, liberate several humans from a human-farming factory before blowing it up, destroying the remaining Machine Men that haven't been destroyed in the preceding battle. The Human Resistance group then take their liberated captives into the sewers to lead them back to their base and convince whoever is interested to join their cause. Soon, they all return to base, where John Jameson, leader of the Human Resistance, quickly briefs the liberated captives with what's going on: since his return to Counter-Earth with Spider-Man, the Human Resistance's efforts have carved a substantial mark into the High Evolutionary's various bases and operations; in short, the Human Resistance is so far winning the war against the Beastials.

Afterwards, Spider-Man swings away to return to Naoko Yamada-Jones's medical clinic as Peter Parker. There, Naoko reveals to Peter that she and Shane are members of the Human Resistance (which Peter already knows as Spider-Man), and she offers to have him join the resistance, too. Peter is hesitant, considering that he already is a member, but before he can answer, the Knights of Wundagore, along with their Machine Men, the Rhino, and the Shocker, invade the clinic. Peter, Naoko, and Shane gun down several Machine Men before they're captured, with Peter being pinned against a wall by the Rhino and the Shocker ready to blast him into oblivion. So, with that, Peter uses his powers to escape, revealing to Naoko and Shane that he is Spider-Man, which the invaders confirm. Peter changes into his Spider-Man outfit and fights off Rhino and Shocker, defeating them both. However, the Knights threaten to kill Naoko and Shane if Spider-Man doesn't surrender. Seeing no choice, as he wants Naoko and Shane spared, Spider-Man surrenders. But then several Resistance members arrive, destroying the remaining Machine Men and forcing the Knights to flee. Rhino and Shocker are captured, and they're taken away by the Resistance back to their base… right after Spider-Man knocks them both unconscious. Afterwards, Naoko and Shane covertly tell Spider-Man that they won't inform any of the Resistance of his secret identity.

Back at the base, Spider-Man and Naoko act as the interrogators of Rhino and Shocker, Naoko having them given them a truth serum to ensure their cooperation. The villains tell them all they know about the High Evolutionary, which isn't really anymore than what the resistance already know themselves, and they also explain why they were sent to Counter-Earth; to kill Spider-Man for the Kingpin. After Spider-Man asks them how they and the Kingpin knew about his secret identity, he's shocked to find out that Mary Jane betrayed him to Wilson Fisk. With that, Spider-Man considers returning to Earth to confront his ex-wife about this matter, though Naoko suggests that he stay on Counter-Earth long enough to see that the High Evolutionary is defeated forever. He accepts this. And as for Rhino and Shocker, Spider-Man convinces Jameson to send them back to the High Evolutionary; considering their failure to accomplish their mission, the High Evolutionary won't be pleased to see them again, and whatever actions she takes upon them will bear no direct responsibility to the Human Resistance itself.

Later, Rhino and Shocker are dropped off neat Castle Wundagore by Daniel Bromley and several other resistance members, who ride away in their vehicle. As Machine Man guards race out to collect them, Venom and Carnage suddenly appear out of a nearby alley. They quickly dispatch the Machine Men and then Venom envelops Rhino while Carnage envelops Shocker until both villains disappear into their bodies. Venom and Carnage both act reenergized…


	6. Chapter 6

Spider-Man Unlimited: Season 2: Episode 6: The Finale

Basically, what happens in this episode is that the Human Resistance finds out that Karen O'Malley was brainwashed into becoming the second High Evolutionary. In a climactic battle against her and her forces, the Resistance wins and John Jameson manages to make Karen human again, while the first High Evolutionary and his Knights of Wundagore are all killed. Spider-Man manages to permanently defeat Venom and Carnage, along with the symbiote-possessed versions of the Rhino and Shocker and Venom and Carnage's flunkies in their bid to restart the Synaptic.

The episode, and the series, ends with John Jameson sending out a signal back to Earth saying that he and Spider-Man will remain on Counter-Earth for the rest of their lives (Spider-Man agrees to this because after figuring out that Mary Jane betrayed him to the Kingpin last episode, he's got nothing more than to be a hero on Counter-Earth's New York). With that, as John finally hooks up with Karen, and Counter-Earth is truly at peace, with humans and Beastials alike in harmony for good this time, the final shot would have Spider-Man swinging off into a sunset dawning on Counter-Earth's New York.


End file.
